POPULAR, INC.
For the period ended May 8, 2025. Filed Mar 25, 2025.
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What shareholders are asked to vote on at a company's meeting. It is where to find what directors and top executives are paid, and who owns the most shares.
May 8, 2025 · Filed Mar 25, 2025
Contents
New Compensation Program
The Corporate Governance and Nominating Committee has primary responsibility for reviewing and recommending director compensation levels, subject to approval by the full Board. In making its recommendations, the committee reviews the Board’s responsibilities and the compensation practices of our peers. In 2024, the Corporate Governance and Nominating Committee engaged Meridian Compensation Partners, LLC to perform an analysis of the Corporation’s non-employee director compensation. Compensation was compared to the compensation of non-employee directors in the peer group used for executive compensation benchmarking, which is comprised of all publicly traded companies similar in asset size to the Corporation. After considering peer practices and various compensation structures, and upon recommendation of the Corporate Governance and Nominating Committee, in September 2024, the Board unanimously approved the following revised director compensation program which will become effective on the date of the 2025 annual meeting of shareholders:
| Compensation | Amount |
|---|---|
| Equity Grant | $135,000 |
| Retainer | 85,000 |
| Additional Retainers | |
| Chairman Retainer | 150,000 |
| Lead Independent Director Equity Grant | 35,000 |
| Audit and Risk Committee Chair Retainer | 35,000 |
| Talent and Compensation and Corporate Governance and Nominating Committee Chair Retainer | 25,000 |
The new compensation program follows the same compensation structure and practices used for the 2024 compensation program; however, all equity awards will vest and become non-forfeitable on the one-year anniversary of the grant date of such award.
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